Ron Burgundy is back and this time he’s fighting a dolphin. At least that’s what happens at the beginning of Anchorman 2: The Legend Continues. The film begins with Burgundy back on the bottom. He somehow lost the national anchor job he landed at the end of the first film, and is working at San Diego’s SeaWorld. Drunk, belligerent and confrontational, the former anchorman introduces the 3:20 dolphin show and things get so bad, he ends up jawing back and forth with a dolphin.

For Ron, the person, this is terrible. But for Ron, the character, it’s great. After nine years away, star Will Ferrell’s most iconic character is back on the big screen December 20. But on May 24, 2013, we were lucky enough to be on location at SeaWorld in San Diego, CA for the final day of filming Anchorman 2: The Legend Continues.

Below, read about how this wacky scene develops including some of the most hilarious improvs you’ll ever read.

“This is a great way to end, here in San Diego,” Ferrell told the 3000 extras all crammed in to SeaWorld’s Blue Horizons Stadium, many of them sporting clothing and style from the late 1970s and early 1980s. The first Anchorman, released in 2004, was set primarily in San Diego but that’s not the case this time around. Burgundy is only back here after life gives him an ass-kicking of massive proportions. While the film begins at Sea World, later in the story, he’ll be asked to cover the graveyard shift at a brand new 24-hour news station in New York, necessitating the reassembly of his news team (Paul Rudd, Steve Carell and David Koechner) and hopefully starting his climb back to the top.

“We talked about the idea of a musical,” Ferrell said about early ideas for the film. “We talked about the idea of going to a different genre altogether, all of these things. But the one that kind of made sense to us, and felt like a fun thing to explore, was inserting these guys into 1979 or 1980. Into something that’s so commonplace to us now, but at that time was obviously a revolutionary thing: The idea [the news] was going to be twenty four hours…. We thought it would be funny in the same way introducing a woman to their newscast was an interesting arena. This would be the same sort of juxtaposition.”

But on this sunny May morning, the action wasn’t about that. The news team was nowhere to be seen. Today was about filming an intricate opening to the film where Burgundy has to entertain the crowd while SeaWorld trainers get dolphins with names like Kenobi and Roo Roo to perform tricks in perfect time. “We tried to think of the lowest of the lows,” McKay said of Burgundy in this scene. “Begging, hammered doing dolphin shows in 1979 [seemed to fit].” Burgundy will slowly get the crowd to hate him via a slew of hilarious, offensive, mostly improvised humor. He then starts threatening the dolphin and is kicked out.

The best part about watching this scene unfold over the course of the afternoon is to see how the comedy of Ferrell and McCay is created. They start with one or two funny jokes, then continue to try new things with each subsequent take. McKay, watching a monitor, yells lines at the actor through a megaphone. Or sometimes Ferrell just rattles them off. Normally, with each take, things get funnier and crazier, and the development ends in insanity. Anchorman 2 wasn’t just created; it evolved.

“[Adam] gets frustrated on other movies we produce or other movies we’ve seen, like ‘Why doesn’t everyone work in this style?’ Ferrell said. “I keep trying to tell him ‘Adam, you’re literally one in a generation of someone who can just sit on a microphone and write in your head.’ He’s like ‘But it’s easy, you just throw the lines out.’ ‘No, you don’t understand. Directors like control and you’re just the opposite. You want to just chip in and then sort it out later.’ It’s unlike any experience when we get together and get to do a movie.”

That’s for sure. To start things off, an assistant director explained the beats of the scene to the crowd. Clap here, hiss there, boo here, gets nuts there. McKay asks to see a dry run of the dolphin tricks from the SeaWorld trainers and inquires about incorporating two more stunts into the scene. “You get dolphins and crazy Will Ferrell,” McKay tells the crowd. “Not a bad day.”

First up, McKay shoots the entire scene in one take with five or six cameras filming from different angles. It plays really funny. The director compliments the crowd and makes some blocking suggestions to his actors. Everyone now knows the basic gist and things can get more complicated. As the crew figures out the new blocking, Ferrell gets on the mic and jokes with the crowd about free tequila and ice chips.

On the second take, Ferrell adds in a lot more improv, extending the scene and making the character more despicable. He’s in a very bad place early in the film and what’s great was how the crowd rolled with the reactions. Most of them don’t even break when he spouts something crazy like, “The real whale show is in my pants.” Thankfully, I was way off the side, so as long as I kept my hand over my face, I could laugh myself to tears from lines like: “Have you ever been so depressed you can’t feel your feet?” “Real life is waking up in a phone booth drunk making out with a Pilipino man.” Ferrell tosses these out like they were nothing. This extended improv goes on for the next few takes, with each one getting more mean and random. By doing this, the character has really earned the boos he’ll get later.

Things gets really, really good, though, when McKay starts feeding lines to Ferrell over the loudspeaker. These will be taken out in post, obviously, but it’s pure joy to watch in person. “Between you and me, Roo Roo is kind of an asshole,” McKay suggests Ferrell say. Ferrell punctuates that by adding, “That’s life, kids. Dolphins can be assholes.” KcKay urges him to talk about punching dolphins so Ferrell says “I’ll punch a dolphin, children, nuns.” It just goes on and on. In fact, this stream of consciousness happens so fast, I can’t write all the lines down.

“Sometimes I know a joke I’m going to yell out ahead of time, but most of the time it’s stream of conscious,” McKay says when asked about the process. “You never really know it until you’ve got everyone dressed up, the set is built, all the extras are here. There’s something about a scene – the faces of the crew when they are so serious and professional – that makes it funnier when you yell out jackass things. And having a crowd of three thousand people here yelling out ‘I’m covered in urine, making out with a Pilipino guy.’ They had to drive all the way here today, sit in the hot sun and hear that line. And you know it’s not the line they want to hear either. They want to hear him say, ‘Stay classy.’ They want to hear him say ‘I’m kind of a big deal,’ but they got to hear that. So that’s the best element of it in the moment. Nothing beats having that mic going and you can just say anything you want.”

Some of the funniest lines McKay (and likely producer Judd Apatow, who is seen walking around set) comes up with aren’t for Ferrell though. They’re for the crowd. Over the course of the morning he’ll have the crowd chant, in unison, the following lines:

“We! Hate! Bur-gen-dy! We! Hate! Bur-gen-dy!”

“You! Aren’t! Classy! You! Aren’t! Classy!”

“You have taken an Icarus like fall, Ron Burgundy!” (which McKay calls historic because “no one has ever chanted that.”)

Yes, the crowed chanted those lines. In unison. And hearing 3,000 people saying them in perfect time was joyous. “That was amazing,” McKay said after. “Can you believe they actually did that? We couldn’t believe it.”

Once McKay believes he’s got enough footage of the dolphin tricks, he cuts that element out and asks the crowd to pantomime the scene so dialogue can be heard better. Then comes the hardest part: the two-shot for the dolphin fight.

The trainers have figured out how to get one of the dolphins to pop their head over the side of the pool so it can be right in Ron’s face. This was no problem in a few, early, long takes, but when McKay and Ferrell need some time to riff and let the camera roll, the heat and position make it more difficult to keep the dolphin out of the water.

When he is, though, this is where some of the most hilarious and brutal improv takes place. “You’re a fish and you eat fish, that’s sick.” “I’m a man. I invited flip-flops and the Duraflame. What did you do?” It’s all totally crazy and evil, and most of it might not make the movie.

While we were on set, much was made of just how many takes and alternative line readings were happening for each and every joke. Months later, in an edit bay on the Paramount lot, McKay admits they’re toying with the idea of releasing a whole second movie filled with alternate jokes. That’s how much extra footage they shot on Anchorman 2.

Back to set, they’ll later take a similar approach with Ferrell and McKay’s kids who each get insert shots insulting Ron Burgundy from the crowd. They say things like “You are a drunken washed up hack, Ron Burgundy,” and “No wonder your wife left you,” a possible minor spoiler. “All the children get to abuse the adults,” says Ferrell later, “It’s a common theme.”

From what we could tell from being on set for Anchorman 2: The Legend Continues “common” is the total opposite of what it’ll be. It’s likely going to be just as random, brutal, and laugh out loud hilarious as the first one. Even so, there are always doubts. “Will someone in Indianapolis paying their twelve dollars want to see Ron Burgundy telling a dolphin he invented the flip flop?” McKay asked. “I don’t know. I know some people who would be happy with that.” I think I do too.

Check back later this week for our full interviews with Will Ferrell and Adam McKay from the set.